v3.25.4
Related Party Transactions
12 Months Ended
Dec. 31, 2025
Related Party Transaction [Line Items]  
Related Party Transactions
6.
Related Party Transactions
Partnership Agreement
BXINFRA U.S. has entered into an amended and restated limited partnership agreement (as may be further amended and restated from time to time, the “BXINFRA U.S. Partnership Agreement”), with the General Partner. Under the terms of the BXINFRA U.S. Partnership Agreement, overall responsibility for BXINFRA U.S.’s oversight rests with the General Partner, subject to certain oversight rights held by the Board of Directors.
Performance Participation Allocation
The General Partner receives a performance participation allocation
(“Performance Participation Allocation”) by BXINFRA U.S. Investors in BXINFRA U.S., the Feeder and any Parallel Funds indirectly bear a portion of the Performance Participation Allocation paid by the Aggregator, but such expenses are not duplicated at BXINFRA U.S., the Feeder or Parallel Funds. For the year ended December 31, 2025, BXINFRA U.S. was allocated $44.1 million of the Performance Participation Allocation recognized by the Aggregator. BXINFRA U.S. had no Performance Participation Allocation during the year ended December 31, 2024. The Performance Participation Allocation is included as a component of Net Change in Unrealized Gain (Loss) on Investment in the Aggregator in the Statements of Operations. Refer to the Aggregator’s consolidated financial statements for more information regarding the Performance Participation Allocation.
 
 
Investment Management Agreement
BXINFRA U.S. has entered into an investment management agreement with the Investment Manager (as may be further amended and restated from time to time, the “Investment Management Agreement”). As part of carrying out its investment management services, the Investment Manager has entered, and may in the future enter into
sub-advisory,
or other similar arrangements, with other advisory subsidiaries of Blackstone. These
sub-advisory
relationships do not affect the terms of the Investment Management Agreement.
Management Fee
In consideration for its investment management services, BXINFRA pays the Investment Manager a management fee (the “Management Fee”). Investors in BXINFRA U.S., the Feeder and any Parallel Funds indirectly bear a portion of the Management Fee paid by the Aggregator, but such expenses are not duplicated at BXINFRA U.S., the Feeder or Parallel Funds.
The Investment Manager
agreed to waive the Management Fee for the first six months following the Initial Closing Date. Effective July 1, 2025, the Aggregator began accruing the Management Fee attributable to BXINFRA U.S. The Management Fee is included as a component of Net Change in Unrealized Gain (Loss) on Investment in the Aggregator in the Statements of Operations. Refer to the Aggregator’s consolidated financial statements for more information regarding the Management
 
Fee.
For the year ended
December 31, 2025, BXINFRA U.S. was allocated $28.3 million of the gross Management Fee recognized by the Aggregator, of which $9.9 million was waived by the Investment Manager for the year ended December 31, 2025. BXINFRA U.S. had no gross Management Fee during the year ended December 31, 2024.
Administration Fee
The Investment Manager and its affiliates provide administration services to BXINFRA, consistent with the BXINFRA U.S. Partnership Agreement and Investment Management Agreement. In consideration for its administrative services, the Investment Manager is entitled to receive an administration fee (the “Administration Fee”) payable by BXINFRA. Investors in BXINFRA U.S., the Feeder and any Parallel Funds indirectly bear a portion of the Administration Fee, paid by the Aggregator, but such expenses are not duplicated at BXINFRA U.S., the Feeder or Parallel Funds.
For the year ended December 31, 2025, BXINFRA U.S. was allocated $2.3 million of the Administration Fee recognized by the Aggregator. BXINFRA U.S. had no Administration Fee during the year ended December 31, 2024. The Administration Fee is included as a component of Net Change in Unrealized Gain (Loss) on Investment in the Aggregator in the Statements of Operations. Refer to the Aggregator’s consolidated financial statements for more information regarding the Administration Fee.
Dealer Manager Agreement
BXINFRA U.S. and the Feeder entered into an amended and restated dealer manager agreement, as may be further amended and restated from time to time (the “Dealer Manager Agreement”) with Blackstone Securities Partners L.P. (the “Dealer Manager”), a broker-dealer registered with the SEC under the Securities Exchange Act of 1934, as amended, and a member of the Financial Industry Regulatory Authority. Pursuant to the Dealer Manager Agreement, the Dealer Manager manages BXINFRA U.S.’s relationships with third-party brokers engaged by the Dealer Manager to participate in the distribution of Units,
 
 
which are referred to as participating brokers, and financial advisors. The Dealer Manager also coordinates BXINFRA U.S.’s marketing and distribution efforts with participating brokers and their registered representatives with respect to communications related to the terms of BXINFRA U.S.’s offering, its investment strategies, material aspects of its operations and subscription procedures. 
The Dealer Manager is entitled to receive unitholder servicing fees monthly in arrears at an annual rate
of 0.85%
 
and
 
0.25%
of the value of BXINFRA U.S.’s Transactional NAV attributable to Class S and Class D Units, respectively, as of the last day of each month. In calculating the servicing fees, BXINFRA U.S. uses the Transactional NAV before giving effect to any accruals for the servicing fees, redemptions for that month and distributions, if any, payable on BXINFRA U.S.’s Units. There are no unitholder servicing fees with respect to Class I Units. The unitholder servicing fees are payable to the Dealer Manager, but the Dealer Manager anticipates that all of such fees will be retained by, or reallowed (paid) to, participating brokers or other financial intermediaries.
BXINFRA U.S. accrues the cost of the unitholder servicing fees for the estimated life of the Units, as applicable, as a distribution cost at the time Class S and Class D Units are sold. Servicing Fees Payable as of December 31, 2025 were 
$69.2 million. There was no Servicing Fees Payable as of December 31, 2024.
Line of Credit and Warehousing Agreements
BXINFRA U.S. entered into an unsecured, uncommitted Line of Credit with Finco. BXINFRA U.S. and the Investment Manager, in its capacity as investment manager, on behalf of BXINFRA U.S. and not for its own account, entered into the A&R Warehousing Agreement (as defined below) with Finco in connection with the launch and
ramp-up
of the BXINFRA Fund Program. For additional information, see Note 4. “Line of Credit Agreement” and Note 9. “Warehousing Agreement.”
Due to/from Affiliates
Due to Affiliates is composed of cash advances made by Finco on behalf of BXINFRA U.S. for the payment of fund expenses. These amounts are intended to be cash reimbursed by BXINFRA U.S. and are
non-interest
bearing. Due from Affiliates is composed of balances owed to BXINFRA U.S. from other
non-consolidated
entities within BXINFRA.
BXINFRA Lux
BXINFRA invests alongside BXINFRA Lux, a European long-term investment fund available to investors primarily domiciled in countries of the European Economic Area, the United Kingdom, Switzerland, certain Asian jurisdictions or certain other jurisdictions. While BXINFRA and BXINFRA Lux have substantially similar investment objectives and strategies and are expected to have highly overlapping investment portfolios, BXINFRA and BXINFRA Lux are operated as distinct investment structures.
BXPE US Aggregator (CYM) L.P [Member]  
Related Party Transaction [Line Items]  
Related Party Transactions
 
8.
Related Party Transactions
Partnership Agreement
The Aggregator has entered into the Aggregator Partnership Agreement with the General Partner. Under the terms of the Aggregator Partnership Agreement, overall responsibility for the Aggregator rests with the General Partner. The General Partner has delegated BXINFRA’s portfolio management function to the Investment Manager on January 2, 2025.
Performance Participation Allocation
The General Partner receives a performance participation allocation (“Performance Participation Allocation”) by BXINFRA U.S. (indirectly through the Aggregator) equal to
12.5
% of total return subject to a
5
% annual hurdle amount and a high water mark with
100
%
catch-up.
Such allocation is measured on a calendar year basis, paid quarterly, accrued monthly (subject to
pro-rating
for partial periods), and without taking into account accrued and unpaid taxes of any Intermediate Entity through which BXINFRA indirectly invests in an investment or taxes paid by any such Intermediate Entity during the applicable month. For the first calendar year of BXINFRA’s operations, the allocation was payable annually, after the end of such first calendar year, and thereafter, the allocation will be payable quarterly. The General Partner may elect to receive the Performance Participation Allocation in cash, the Aggregator’s, BXINFRA U.S.’s, the Feeder’s, or the Parallel Fund’s units and/or equity of intermediate entities. If the Performance Participation Allocation is paid in units, such units may be redeemed at the General Partner’s request and will be subject to certain limitations.
For the year ended December 31, 2025, the Aggregator accrued Performance Participation Allocation of $47.4 million. The Aggregator had no accrued Performance Participation Allocation for the year ended December 31, 2024. The amount of unrealized Performance Participation Allocation accrued is as if BXINFRA had been liquidated at its net asset value at that date and at that time, if any, will be paid or realized to the General Partner. The unrealized Performance Participation Allocation is subject to the future performance of BXINFRA throughout the Performance Participation Allocation period of each limited partner.
Investment Management Agreement
On January 2, 2025, BXINFRA U.S. entered into an investment management agreement with the Investment Manager (as may be further amended and restated from time to time, the “Investment Management Agreement”). As part of carrying out its investment management services (including structuring investments through the Aggregator), the Investment Manager has entered into, and may in the future enter into
sub-advisory,
or other similar arrangements, with other advisory subsidiaries of Blackstone. These
sub-advisory
relationships do not affect the terms of the Investment Management Agreement.
 
Management Fee
In consideration for its investment management services, the Aggregator, on behalf of its limited partners, pays the Investment Manager a management fee (the “Management Fee”) equal to
1.25
%
of the Aggregator’s Transactional NAV per year, payable monthly, before giving effect to any accruals for the Management Fee, servicing fees, Administration Fee (as defined below), Performance Participation Allocation, pending Aggregator unit redemptions, distributions, if any, and without taking into account accrued and unpaid taxes of any Intermediate Entity through which the Aggregator indirectly invests in an investment or taxes paid by any such Intermediate Entity during the applicable month.
The Investment Manager may elect to receive the Management Fee in cash, the Aggregator’s, BXINFRA U.S.’s, the Feeder’s, or the Parallel Fund’s units and/or equity of intermediate entities. If the Management Fee is paid in units, such units may be redeemed at the Investment Manager’s request and will be subject to certain limitations. Additionally, the Investment Manager may separately elect for the Management Fee to be paid (in whole or in part) to an affiliate of the Investment Manager in satisfaction of Management Fee amounts owed to the Investment Manager in connection with services provided by such affiliate to BXINFRA and/or any intermediate entity.
The Investment Manager agreed to waive the Management Fee for the first six months following the Initial Closing Date. As of July 1, 2025, Management Fees may be offset by certain fees paid to the Investment Manager or its affiliates in connection with BXINFRA’s investments consistent with the Aggregator Partnership Agreement and the Investment Management Agreement. These fees, when recognized, are presented as Management Fees Waived. There were no such
m
anagement fee offsets for the year ended December 31, 2025 and for the period from August 13, 2024 (inception) to December 31, 2024. Refer to Note 2, “Summary of Significant Accounting Policies” for more information on
m
anagement fee waivers.
For the year ended December 31, 2025, the Aggregator accrued gross Management Fees of $
30.5 million, of which $10.7 million was waived by the Investment Manager for the year ended December 31, 2025. The Aggregator had no gross Management Fee during the year ended December 31, 2024. The waived Management Fees are reported in Management Fees Waived on the Consolidated Statements of Operations.
Administration Fee
The Investment Manager and its affiliates provide administration services to BXINFRA, consistent with the Aggregator Partnership Agreement and Investment Management Agreement. In consideration for its administrative services, the Investment Manager is entitled to receive an administration fee (the “Administration Fee”) payable by the Aggregator, equal to, in the aggregate,
0.10
% of the Aggregator’s Transactional NAV per annum payable monthly, before giving effect to any accruals for the Management Fee, the servicing fee, Administration Fee and the Performance Participation Allocation, pending unit redemptions, distributions, if any, and without taking into account accrued and unpaid taxes of any intermediate entity through which BXINFRA indirectly invests in an investment or taxes paid by any such intermediate entity during the applicable month.
From time to time, the Investment Manager may outsource certain administrative duties provided to BXINFRA with respect to the Administration Fee to third parties. The fees, costs and expenses of any such third-party service providers will be payable by the Investment Manager out of its Administration Fee such that the Administration Fee should not exceed, in the aggregate, 0.10% of the Aggregator’s Transactional NAV.
For the year ended December 31, 2025, the Aggregator accrued Administration Fees of $2.4 million. The Aggregator had no accrued Administration Fees during the year ended December 31, 2024.
 
Investments in Affiliated Investee Funds
As of December 31, 2025, the Aggregator had Investments in Affiliated Investee Funds of $
920.5 million. The Aggregator had not commenced operations as of December 31, 2024. Refer to Note 2. “Summary of Significant Accounting Policies” for more information on Investments in Affiliated Investee Funds.
Expense Support
During the year ended December 31, 2025, the Investment Manager has voluntarily agreed to pay certain expenses on behalf of BXINFRA such that the total expenses borne by BXINFRA (excluding interest expense, organization and offering expenses, servicing fees, the Performance Participation Allocation and taxes) did not exceed an annualized rate of
0.50% of BXINFRA’s NAV.
For the year ended December 31, 2025, the Aggregator accrued Expense Support of $
0.7 
million, that was subsequently paid by the Investment Manager. No fees were charged to the Investment Manager for agreeing to bear these expenses and the Investment Manager will not be reimbursed by the Aggregator. There was
 no accrued Expense Support for the year ended December 31, 2024.
Due to/from Affiliates
Due to Affiliates consists of cash advances made by Blackstone Holdings Finance Co. L.L.C., a subsidiary of Blackstone, on behalf of the Aggregator for the payment of fund and tax expenses. These amounts are intended to be cash reimbursed by the Aggregator and are
non-interest
bearing. Due from Affiliates is composed of balances owed to the Aggregator from other
non-consolidated
entities within BXINFRA.
BXINFRA Lux
BXINFRA invests alongside BXINFRA Lux, a European long-term investment fund available to individual investors primarily domiciled in countries of the European Economic Area, the United Kingdom, Switzerland, certain Asian jurisdictions or certain other jurisdictions. While BXINFRA and BXINFRA Lux have substantially similar investment objectives and strategies and are expected to have highly overlapping investment portfolios, BXINFRA and BXINFRA Lux are operated as distinct investment structures.
Related Party Transactions
BXINFRA may, from time to time, enter into transactions with certain affiliates. Such transactions are subject to oversight and, where required, approval by the independent directors of BXINFRA U.S. and are conducted accordance with the terms of BXINFRA U.S.’s limited partnership agreement and applicable policies and procedures.
During the year ended December 31, 2025, the Aggregator acquired Infrastructure Investments, Debt and Other Securities and future commitments to acquire Infrastructure Investments totaling up to
 
$
2.3 
billion
from Blackstone Holdings Finance Co. L.L.C., an affiliate of the Investment Manager, pursuant to the Amended and Restated Warehousing Agreement. For more information on the Amended and Restated Warehousing Agreement, see Note 9. “Warehousing Agreement” in the “Notes to Financial Statements” of BXINFRA U.S.
During the year ended December 31, 2025, the Aggregator extended credit to
Other Blackstone Accounts and
portfolio companies controlled by BXINFRA
 
in connection with five investments for an aggregate amount of
 
$
159.5 
million. The terms of the investments were negotiated by participating third-party investors and the Aggregator participated on the same terms as such third-party investors and Other Blackstone Accounts, if any.
 
A portion of BXINFRA’s portfolio consists of fund interests in Blackstone’s infrastructure funds, including capital commitments to such funds. During the year ended December 31, 2025, the Aggregator funded capital commitments to such funds for an aggregate amount of $589.2 million and received a cash distribution from one such fund for an aggregate amount of $22.0 million.
Additionally, the Investment Manager has delegated the portfolio management of BXINFRA’s Investments in Debt and Other Securities to other Blackstone investment managers (the
“Sub-Investment
Managers”) and, from time to time, the
Sub-Investment
Managers identify opportunities for cross transactions between BXINFRA and Other Blackstone Accounts. During the year ended December 31, 2025, the Aggregator participated in one cross-transaction with an Other Blackstone Account for an aggregate amount of
 
$
2.5
 million.